FNMAE RMI Lien Documents. Each of the eight (8) Initial Financings is evidenced by a set of loan documents, all of which sets are substantially similar and generally include the instruments described below in items 1-4 (collectively, the “Initial Financing Loan Documents”). Each of the seven (7) Secondary Financings is evidenced by a set of loan documents, all of which sets are substantially similar and generally include the instruments described below in items 5-8 (collectively, the “Secondary Financing Loan Documents” and together with the Initial Financing Loan Documents, collectively, the “RMI Loan Documents”). The Initial Financing Loan Documents are all dated as of April 13, 2007. The Secondary Financing Loan Documents are all dated as of October 31, 2007. In connection with the Acquisition, in order to evidence the assumptions of the ▇▇▇▇▇▇ Mae RMI Liens by the SNH RMI Subsidiaries, each Initial RMI Borrower and its counterpart SNH RMI Subsidiary entered into a set of assumption and release agreements, and each SNH RMI Subsidiary, FNMAE and Tenant entered into a set of subordination, assignment and security agreements. Each such assumption and release agreement (collectively, the “RMI Assumption and Release Agreements”) is substantially similar and includes the instrument described below in item 9. Each such subordination, assignment and security agreement (collectively, the “RMI SASAs”) is substantially similar and includes the instrument described below in item 10. All of the RMI Assignment and Assumption Agreements and RMI SASAs are dated as of September 1, 2008. Each of the RMI Loan Documents, the RMI Assignment and Assumption Agreements, and the RMI SASAs, as each such instrument has been or may be amended, supplemented or otherwise modified, is an Acquired Property Lien Document. 1. Multifamily Notes, by the Initial RMI Borrowers in favor of RMC. 2. Multifamily Mortgage, Assignment of Rents and Security Agreements, made by the Initial RMI Borrowers in favor of RMC. 3. Replacement Reserve and Security Agreements, by and between the Initial RMI Borrowers and RMC. 4. Subordination, Assignment and Security Agreements, by and among the Initial RMI Borrowers, RMC and RMI. 5. Multifamily Notes by the Initial RMI Borrowers in favor of RMC. 6. Multifamily Mortgage, Assignment of Rents and Security Agreements, made by the Initial RMI Borrowers in favor of RMC. 7. Replacement Reserve and Security Agreements, by and between the Initial RMI Borrowers and RMC. 8. Subordination, Assignment and Security Agreements, by and among the Initial RMI Borrowers, RMC and RMI. 9. Assumption and Release Agreements, by and among the Initial RMI Borrowers, RMI, ▇▇▇▇▇ ▇. ▇▇▇▇▇ and ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, the SNH RMI Subsidiaries, Borrower and FNMAE. 10. Subordination, Assignment and Security Agreements, by and among the SNH RMI Subsidiaries, FNMAE and Tenant. ▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇▇ Manor Properties LLC ▇▇▇ ▇▇▇ ▇▇▇▇▇ Drive Vincennes Indiana SNH RMI Jefferson Manor Properties LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Kokomo Indiana ▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ Properties LLC ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ Shelbyville Indiana SNH RMI Northwood Manor Properties LLC ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Marion Indiana SNH RMI Oak ▇▇▇▇▇ Manor Properties LLC ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ SNH RMI Park Square Manor Properties LLC ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ 100 North Avon Indiana SNH RMI ▇▇▇▇▇ Farms Manor Properties LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ Auburn Indiana SNH RMI Sycamore Manor Properties LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇
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FNMAE RMI Lien Documents. Each of the eight (8) Initial Financings is evidenced by a set of loan documents, all of which sets are substantially similar and generally include the instruments described below in items 1-4 (collectively, the “Initial Financing Loan Documents”). Each of the seven (7) Secondary Financings is evidenced by a set of loan documents, all of which sets are substantially similar and generally include the instruments described below in items 5-8 (collectively, the “Secondary Financing Loan Documents” and together with the Initial Financing Loan Documents, collectively, the “RMI Loan Documents”). The Initial Financing Loan Documents are all dated as of April 13, 2007. The Secondary Financing Loan Documents are all dated as of October 31, 2007. In connection with the Acquisition, in order to evidence the assumptions of the ▇▇▇▇▇▇ Fannie Mae RMI Liens by the SNH RMI Subsidiaries, each Initial RMI Borrower and its counterpart SNH RMI Subsidiary entered into a set of assumption and release agreements, and each SNH RMI Subsidiary, FNMAE and Tenant entered into a set of subordination, assignment and security agreements. Each such assumption and release agreement (collectively, the “RMI Assumption and Release Agreements”) is substantially similar and includes the instrument described below in item 9. Each such subordination, assignment and security agreement (collectively, the “RMI SASAs”) is substantially similar and includes the instrument described below in item 10. All of the RMI Assignment and Assumption Agreements and RMI SASAs are dated as of September 1, 2008. Each of the RMI Loan Documents, the RMI Assignment and Assumption Agreements, and the RMI SASAs, as each such instrument has been or may be amended, supplemented or otherwise modified, is an Acquired Property Lien Document.
1. Multifamily Notes, by the Initial RMI Borrowers in favor of RMC.
2. Multifamily Mortgage, Assignment of Rents and Security Agreements, made by the Initial RMI Borrowers in favor of RMC.
3. Replacement Reserve and Security Agreements, by and between the Initial RMI Borrowers and RMC.
4. Subordination, Assignment and Security Agreements, by and among the Initial RMI Borrowers, RMC and RMI.
5. Multifamily Notes by the Initial RMI Borrowers in favor of RMC.
6. Multifamily Mortgage, Assignment of Rents and Security Agreements, made by the Initial RMI Borrowers in favor of RMC.
7. Replacement Reserve and Security Agreements, by and between the Initial RMI Borrowers and RMC.
8. Subordination, Assignment and Security Agreements, by and among the Initial RMI Borrowers, RMC and RMI.
9. Assumption and Release Agreements, by and among the Initial RMI Borrowers, RMI, ▇▇▇▇▇ ▇. ▇▇▇▇▇ David A. Lewis and ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇Robert A. DeVoss, the SNH RMI Subsidiaries, Borrower and FNMAE.
10. Subordination, Assignment and Security Agreements, by and among the SNH RMI Subsidiaries, FNMAE and Tenant. ▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇▇ SNH RMI Fox Ridge Manor Properties LLC ▇▇▇ ▇▇▇ ▇▇▇▇▇ 150 Fox Ridge Drive Vincennes Indiana SNH RMI Jefferson Manor Properties LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ 603 Saint Joseph Drive Kokomo Indiana ▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ SNH RMI McKay Manor Properties LLC ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ 1473 East McKay Road Shelbyville Indiana SNH RMI Northwood Manor Properties LLC ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ 1590 West Timberview Drive Marion Indiana SNH RMI Oak ▇▇▇▇▇ Woods Manor Properties LLC ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ 1211 Longwood Drive La Porte Indiana SNH RMI Park Square Manor Properties LLC ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ 6990 East County Road 100 North Avon Indiana SNH RMI ▇▇▇▇▇ Smith Farms Manor Properties LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ 406 Smith Drive Auburn Indiana SNH RMI Sycamore Manor Properties LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇222 South 25th Street Terra Haute Indiana
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FNMAE RMI Lien Documents. Each of the eight (8) Initial Financings is evidenced by a set of loan documents, all of which sets are substantially similar and generally include the instruments described below in items 1-4 (collectively, the “Initial Financing Loan Documents”). Each of the seven (7) Secondary Financings is evidenced by a set of loan documents, all of which sets are substantially similar and generally include the instruments described below in items 5-8 (collectively, the “Secondary Financing Loan Documents” and together with the Initial Financing Loan Documents, collectively, the “RMI Loan Documents”). The Initial Financing Loan Documents are all dated as of April 13, 2007. The Secondary Financing Loan Documents are all dated as of October 31, 2007. In connection with the Acquisition, in order to evidence the assumptions of the ▇▇▇▇▇▇ Mae RMI Liens by the SNH RMI Subsidiaries, each Initial RMI Borrower and its counterpart SNH RMI Subsidiary entered into a set of assumption and release agreements, and each SNH RMI Subsidiary, FNMAE and Tenant entered into a set of subordination, assignment and security agreements. Each such assumption and release agreement (collectively, the “RMI Assumption and Release Agreements”) is substantially similar and includes the instrument described below in item 9. Each such subordination, assignment and security agreement (collectively, the “RMI SASAs”) is substantially similar and includes the instrument described below in item 10. All of the RMI Assignment and Assumption Agreements and RMI SASAs are dated as of September 1, 2008. Each of the RMI Loan Documents, the RMI Assignment and Assumption Agreements, and the RMI SASAs, as each such instrument has been or may be amended, supplemented or otherwise modified, is an Acquired Property Lien Document.
1. Multifamily Notes, by the Initial RMI Borrowers in favor of RMC.
2. Multifamily Mortgage, Assignment of Rents and Security Agreements, made by the Initial RMI Borrowers in favor of RMC.
3. Replacement Reserve and Security Agreements, by and between the Initial RMI Borrowers and RMC.
4. Subordination, Assignment and Security Agreements, by and among the Initial RMI Borrowers, RMC and RMI.
5. Multifamily Notes by the Initial RMI Borrowers in favor of RMC.
6. Multifamily Mortgage, Assignment of Rents and Security Agreements, made by the Initial RMI Borrowers in favor of RMC.
7. Replacement Reserve and Security Agreements, by and between the Initial RMI Borrowers and RMC.
8. Subordination, Assignment and Security Agreements, by and among the Initial RMI Borrowers, RMC and RMI.
9. Assumption and Release Agreements, by and among the Initial RMI Borrowers, RMI, ▇▇▇▇▇ ▇. ▇▇▇▇▇ and ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, the SNH RMI Subsidiaries, Borrower and FNMAE.
10. Subordination, Assignment and Security Agreements, by and among the SNH RMI Subsidiaries, FNMAE and Tenant. ▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇▇ Manor Properties LLC ▇▇▇ ▇▇▇ ▇▇▇▇▇ Drive Vincennes Indiana SNH RMI Jefferson Manor Properties LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Kokomo Indiana ▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ Properties LLC ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ Shelbyville Indiana SNH RMI Northwood Manor Properties LLC ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Marion Indiana SNH RMI Oak ▇▇▇▇▇ Manor Properties LLC ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ SNH RMI Park Square Manor Properties LLC ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ 100 North Avon Indiana SNH RMI ▇▇▇▇▇ Farms Manor Properties LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ Auburn Indiana SNH RMI Sycamore Manor Properties LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇
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